Clearwire 2010 Annual Report Download - page 109

Class B Common Stock
The Class B Common Stock represents non-economic voting interests in Clearwire, and holders of this stock
are considered the non-controlling interests for the purposes of financial reporting. Identical to the Class A Common
Stock, the holders of Class B Common Stock are entitled to one vote per share. However, they do not have any rights
to receive distributions other than stock dividends paid proportionally to each outstanding Class A and Class B
Common Stockholder or upon liquidation of Clearwire, an amount equal to the par value per share, which is
$0.0001 per share.
Each holder of Class B Common Stock holds an equivalent number of Clearwire Communications Class B
Common Interests, which, in substance, reflects their economic stake in Clearwire. This is accomplished through an
exchange feature that provides the holder the right, at any time, to exchange one share of Class B Common Stock
plus one Clearwire Communications Class B Common Interest for one share of Class A Common Stock.
Private Placement
On November 9, 2009, we entered into an investment agreement, which we refer to as the Investment
Agreement, with each of Sprint, Comcast Corporation, which we refer to as Comcast, Intel Corporation, which we
refer to as Intel, Time Warner Cable Inc., which we refer to as Time Warner Cable, Bright House Networks, LLC,
which we refer to as Bright House, and Eagle River Holdings LLC, which we refer to as Eagle River, who we
collectively refer to as the Participating Equityholders, providing for additional equity investments by the
Participating Equityholders and new debt investments by certain of these investors. The Investment Agreement
sets forth the terms of the transactions pursuant to which the Participating Equityholders invested in Clearwire
Communications an aggregate of approximately $1.564 billion in exchange for 213,369,711 shares of Clearwire
Communications non-voting Class B Common Interest and Clearwire Communications voting interests, which we
refer to as the Private Placement, and the investment by certain of the Participating Equityholders in Rollover Notes.
The Private Placement was consummated in three closings. On November 9, 2009, the Participating
Equityholders contributed in aggregate approximately $1.057 billion in cash in exchange for 144,231,268
Clearwire Communications Class B Common Interests, and Clearwire Communications voting interests, which
we collectively refer to as Clearwire Communications Interests, pro rata based on their respective investment
amounts. We refer to this closing as the First Investment Closing. On December 21, 2009, the Participating
Equityholders contributed in aggregate approximately $440.3 million in cash in exchange for 60,066,822 Clearwire
Communications Interests. We refer to this closing as the Second Investment Closing. On March 2, 2010, the
Participating Equityholders contributed in aggregate approximately $66.5 million in cash in exchange for 9,071,621
Clearwire Communications Interests. We refer to the consummation of this purchase as the Third Investment
Closing.
In the Private Placement, the Participating Equityholders agreed to invest in Clearwire Communications a total
of $1.564 billion in exchange for Clearwire Communications Interests in the following amounts (in millions, except
for Interests):
Investor Investment Interests
Sprint................................................... $1,176.0 160,436,562
Comcast ................................................. 196.0 26,739,427
Time Warner Cable ........................................ 103.0 14,051,841
Bright House ............................................. 19.0 2,592,087
Intel .................................................... 50.0 6,821,282
Eagle River .............................................. 20.0 2,728,512
$1,564.0 213,369,711
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CLEARWIRE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)